Omnicom Group Approves $5B Share Buyback, Begins $2.5B Accelerated Repurchase

NEW YORK — Omnicom channels cash into targeted capital-return plan

Omnicom Group says its board approves a program to repurchase up to $5 billion of common stock as part of a broader capital-allocation strategy, and concurrently enters accelerated share repurchase (ASR) arrangements totaling $2.5 billion with certain financial institutions. Under the ASR agreements, Omnicom pays $2.5 billion up front to dealers and expects an initial delivery of shares on Feb. 20, 2026, with final settlement no later than the end of the second quarter of 2026.

The company says the number of shares repurchased under the ASR is determined by the volume‑weighted average price of Omnicom common stock on specified dates, less a discount and subject to customary adjustments. Omnicom is funding the ASR purchases with cash on hand and notes the broader $5 billion program permits repurchases from time to time by open‑market purchases, privately negotiated transactions or other methods in accordance with SEC and legal requirements.

Omnicom emphasizes that, aside from the ASR arrangements, the repurchase program imposes no firm purchase obligations and may be suspended or discontinued at any time. The timing, price and size of future repurchases depend on prevailing market and economic conditions, the company’s cash requirements and other strategic priorities. PJT Partners is acting as financial advisor to Omnicom on the ASR arrangements.

Board action underscores emphasis on capital allocation over the coming quarters

Company executives frame the move as a deliberate allocation of excess liquidity toward shareholder returns while preserving flexibility to meet operational and strategic needs. By funding the ASR with cash on hand and keeping the remaining program open-ended, Omnicom seeks to balance near-term capital returns with discretionary capacity for investments across its media, advertising, consultancy and health communications units.

Analysts and market observers interpret the dual approach — immediate ASR execution alongside a broader, discretionary repurchase authorization — as giving management latitude to respond to changing business conditions without committing to fixed repurchase amounts. The company reiterates customary forward‑looking statement language about risks and assumptions under the Private Securities Litigation Reform Act.

Company profile and disclosures

Omnicom describes itself as a global marketing and sales company powered by its Omni platform, offering services in media, commerce, consulting, precision marketing, advertising, production, health, public relations, branding and experiential services. Additional information and regulatory disclosures are available on the company’s website, www.omc.com.